Sec Form 4 Filing - PALUMBO MICHAEL J @ DELTA AIR LINES INC /DE/ - 2004-11-17

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
PALUMBO MICHAEL J
2. Issuer Name and Ticker or Trading Symbol
DELTA AIR LINES INC /DE/ [ DAL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP & Chief Financial Officer
(Last) (First) (Middle)
DELTA AIR LINES, INC., DEPT.981, P.O. BOX 20574
3. Date of Earliest Transaction (MM/DD/YY)
11/17/2004
(Street)
ATLANTA, GA30320
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) ( 1 ) $ 7.01 11/17/2004 A( 1 ) 330,900 ( 2 ) 11/17/2010 Common Stock 330,900 ( 1 ) ( 2 ) 330,900 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PALUMBO MICHAEL J
DELTA AIR LINES, INC., DEPT.981
P.O. BOX 20574
ATLANTA, GA30320
EVP & Chief Financial Officer
Signatures
Nanci Oliver Sloan as attorney-in-fact for Michael J. Palumbo 11/19/2004
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 17, 2004, the Personnel & Compensation Committee (the "Committee") of Delta's Board of Directors granted this stock option award to the Reporting Person under Delta's 2000 Performance Compensation Plan (the "Plan") in a transaction exempt under Rule 16b-3(d). This stock option award constitutes the Reporting Person's targeted long-term incentive opportunity for the year. The Reporting Person has not received any other stock option award or long-term incentive opportunity in 2004. The Committee does not intend to grant stock options to the Reporting Person in 2005.
( 2 )The stock options reported in this Form 4 become exercisable in three equal installments on the first, second and third anniversaries of the grant date, and expire at the close of business on the sixth anniversary of the grant date. These terms are identical to the corresponding provisions in the broad-based stock option grants that Delta made to approximately 60,000 employees, excluding the Reporting Person, on November 11, 2004. The exercise price of the stock options reported in this Form 4 is $7.01, compared to $6.30 for the stock options granted under the broad-based program on November 11, 2004.

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